CARRAMERICA REALTY CORP
8-K, 1997-07-01
REAL ESTATE INVESTMENT TRUSTS
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                    FORM 8-K

                                 CURRENT REPORT


   Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934


         Date of Report (date of earliest event reported): July 1, 1997





                         CarrAmerica Realty Corporation
             (Exact name of registrant as specified in its charter)



Maryland                             1-11706            52-1796339
(State or other jurisdiction         (Commission        (IRS Employer
of incorporation)                    File No.)          Identification No.)



             1700 Pennsylvania Avenue, N.W., Washington, D.C. 20006
                    (Address of principal executive offices)



       Registrant's telephone number, including area code: (202) 624-7500





<PAGE>



                                    FORM 8-K


ITEM 1.            Changes in Control of Registrant.

          Not applicable.

ITEM 2.            Acquisition or Disposition of Assets.

          Not applicable.

ITEM 3.            Bankruptcy or Receivership.

          Not applicable.

ITEM 4.            Changes in Registrant's Certifying Accountant.

          Not applicable.

ITEM 5.            Other Events.

          This Form 8-K is being filed to report a revision to the Management's
Discussion and Analysis of Financial Condition and Results of Operations
contained in the Form 10 filed on behalf of CarrAmerica Realty, L.P. with the
Commission on June 16, 1997. In the section entitled "Results of Operations",
the paragraph entitled "Balance Sheet" is deleted in its entirety and restated
in its entirety to read as follows:

          Balance Sheet. During 1996, the Partnership acquired 25 operating
          properties containing 2.3 million square feet of office space, one
          property in the construction phase and land which will support the
          future development of approximately 1.0 million rentable square feet
          of office space. During the first quarter of 1997, the Partnership
          acquired seven properties containing approximately 615,000 square feet
          and placed an additional project into development which will support
          approximately 128,000 rentable square feet of office space. As a
          result of the acquisitions and development activity in the first
          quarter of 1997, real estate assets prior to accumulated depreciation
          increased $66.1 million, or 30.5%, to $282.4 million as of March 31,
          1997 as compared to $216.3 million as of December 31, 1996. This
          increase was due to the acquisition of seven properties located in
          suburban Dallas, Texas and suburban Chicago. Land held for development
          and construction in progress increased $9.0 million, or 41.3%, to
          $30.7 million as of March 31, 1997 as compared to $21.7 million as of
          December 31, 1996. The increase was due to the expenditure of
          construction costs on the JD Edwards project in southeast Denver which
          was purchased in December 1996 and the commencement of construction
          activity on the City View Center project in Austin, Texas.


ITEM 6.            Resignations of Registrant's Directors.

          Not applicable.

ITEM 7.            Financial Statements and Exhibits.

          (a)      Financial Statements.

          Not applicable.

          (b)      Pro Forma Financial Information.

          Not applicable.

<PAGE>


          (c)      Exhibits.

          None.



ITEM 8.            Change in Fiscal Year.

                   Not applicable.


<PAGE>



                                   SIGNATURES


                   Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereto duly authorized.


Date:  July 1,  1997



                                              CARRAMERICA REALTY CORPORATION



                                              By:      /s/ Brian K. Fields
                                                       -----------------------
                                                       Brian K. Fields
                                                       Chief Financial Officer




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